SEC Filings

On October 1, 2014, the Company acquired the stock of Alco Valves Group (“Alco”) for £72 million cash, subject to normal post-closing purchase price adjustments. Alco is a United Kingdom based manufacturer of high quality, high pressure valves used in the oil and natural gas industry and in other industrial processes. Alco’s products and business relationships enhance Graco’s position in the oil and natural gas industry and complement Graco’s core competencies of designing and manufacturing advanced flow control technologies. Alco revenues for the twelve months preceding the acquisition were approximately £19 million. Results of Alco operations have been included in the Company’s Process segment starting from the date of acquisition, including sales of $23 million in 2015 and $6 million in 2014.

Purchase consideration was allocated to assets acquired and liabilities assumed based on estimated fair values as follows (in thousands):

Cash and cash equivalents

$

1,929

Accounts receivable

9,821

Inventories

9,196

Other current assets

343

Property, plant and equipment

1,047

Other non-current assets

225

Identifiable intangible assets

30,348

Goodwill

77,545

Total assets acquired

130,454

Current liabilities assumed

(3,214

)

Deferred income taxes

(6,266

)

Net assets acquired

$

120,974

Post-closing working capital adjustments that completed the Alco purchase price allocation, acquired in the fourth quarter of 2014, resulted in a $4 million addition to goodwill in the first quarter of 2015.

None of the goodwill acquired with Alco is deductible for tax purposes.

Identifiable intangible assets and estimated useful life are as follows (dollars in thousands):

Estimated

Life (years)

Customer relationships

$

22,883

10

Trade names

7,465

Indefinite

Total identifiable intangible assets

$

30,348

In 2014, the Company paid $65 million cash to acquire a manufacturer of fluid management solutions for environmental monitoring and remediation, markets where Graco had little or no previous exposure. The acquired business expands and complements the Company’s Process segment. The purchase price was allocated based on estimated fair values, including $37 million of goodwill, $22 million of other identifiable intangible assets and $6 million of net tangible assets.

The Company completed other business acquisitions in 2015, 2014 and 2013 that were not material to the consolidated financial statements.

Subsequent event. In January 2016, the Company completed the acquisitions of Geotechnical Instruments (U.K.) Limited (“Geotec”), a manufacturer of portable and fixed gas analyzers for landfill, biogas and medical applications, and Landtec North America Inc., which manufacturers landfill gas wellhead equipment and serves as the North American sales channel for Geotec. These acquisitions enhance and complement the Company’s position in environmental monitoring and remediation markets, and will be included in our Process segment.